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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
 
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
May 22, 2009 (May 21, 2009)
Date of Report (Date of earliest event reported)
RED LION HOTELS CORPORATION
(Exact Name of Registrant as Specified in Charter)
         
Washington   001-13957   91-1032187
(State or Other Jurisdiction   (Commission file number)   (I.R.S. Employer
of Incorporation)       Identification No.)
201 W. North River Drive
Suite 100
Spokane, Washington 99201
(Address of Principal Executive Offices, Zip Code)
(509) 459-6100
(Registrant’s Telephone Number, Including Area Code)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 5.02   Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) At our annual meeting of shareholders on May 21, 2009, our shareholders approved an amendment to our 2006 Stock Incentive Plan, which modified the plan as follows:
  The number of shares of common stock authorized for issuance under the plan was increased by 1,000,000 shares to 2,000,000 shares.
 
  The limit on awards of restricted stock and restricted stock units was changed from an overall limit to an annual limit. As a result, during any single calendar year, such awards may now be made with respect to up to 500,000 shares of common stock.
A copy of the amendment was included as Appendix A to the proxy statement for the annual meeting, which was filed with the Securities and Exchange Commission on April 22, 2009.
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     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
         
  RED LION HOTELS CORPORATION
 
 
Dated: May 22, 2009  By:   /s/ Thomas L. McKeirnan    
    Thomas L. McKeirnan   
    Senior Vice President,
General Counsel and Secretary